IR Group definition

IR Group means (i) IR and the IR Retained Business Units and (ii) each Business Entity that becomes a Subsidiary of IR after the Effective Time.

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IR Group has the meaning set forth in the Distribution Agreement.

IR Group shall have the meaning set forth in the Separation Agreement.

Examples of IR Group in a sentence

• In consideration of the mutual indemnities and other obligations of this Agreement, any and all prior Tax sharing or allocation agreements or practices between any member of the IR Group, on the one hand, and any member of the Allegion Group, on the other, shall be terminated as of the Distribution Date, and neither Party shall have any continuing rights or obligations thereunder.

• Subject to Section 3.3 and except as provided in Schedule 3 hereto, IR shall prepare and file or cause to be prepared and filed all Tax Returns of IR and all members of the IR Group for all periods ending on or after the Distribution Date.

• Subject to any limitations imposed by applicable Law, IR and Allegion (acting directly or through members of the IR Group or the Allegion Group, respectively) shall provide to the other and their respective agents and vendors all information necessary for the Parties to perform their respective duties under this Agreement.

• Effective as of the Effective Time, the IR Entity employing each IR Group Employee shall have (and, to the extent it has not previously had such obligations, such IR Entity shall assume) the obligations for all claims and Liabilities relating to workers’ compensation and unemployment compensation benefits for all IR Group Employees and Former IR Group Employees.

• No later than thirty (30) days prior to the Effective Time, IR and Allegion (acting directly or through members of the IR Group or the Allegion Group, respectively) shall, to the extent necessary, file an IRS Form 5310-A regarding the transfer of Assets and Liabilities from the IR Pension Plan to the Schlage Lock Company LLC Pension Plan.

• IR RSUs held by an IR Group Employee or a Former IR Group Employee immediately prior to the Effective Time shall be adjusted by dividing the number of IR RSUs subject to each grant by the IR Ratio.

• IR shall have sole responsibility for the administration of the IR Deferred Compensation Plans and the payment of benefits thereunder to or on behalf of IR Group Employees and Former IR Group Employees, and no member of the Allegion Group shall have any liability or responsibility therefor.

• The rights of each member of the IR Group and each member of the Allegion Group to amend, waive, or terminate any Benefit Plan shall not be limited in any way by this Agreement.

• IR shall also be permitted to retain copies of all restrictive covenant agreements with any Allegion Group Employee in which any member of the IR Group has a valid business interest.

• IR Notional Shares held by an IR Group Employee, IR Director or a Former IR Group Employee immediately prior to the Effective Time shall be adjusted by dividing the number of IR Notional Shares held by such individual by the IR Ratio.

More Definitions of IR Group

IR Group means the Company and its Affiliates, including without limitation, IR Limited. "Permanent Disability", as applied to the Employee, means that (i) he or she has been totally incapacitated by bodily injury or disease so as to be prevented thereby from performing his or her duties hereunder; (ii) such total incapacity shall have continued for a period of six consecutive months; and (iii) such total incapacity will, in the opinion of a qualified physician, be permanent and continuous during the remainder of the Employee's life.